Image Sensing Systems, Inc. Initiates Review of Strategic Alternatives
January 08 2020 - 5:25PM
Image Sensing Systems, Inc. (NASDAQ: ISNS), a global company
dedicated to helping improve safety and efficiency for cities and
highways by developing and delivering above‑ground detection
technology, applications and solutions, today announced that its
Board of Directors has initiated a comprehensive review of
strategic alternatives to maximize shareholder value. The
Board of Directors has formed a Special Committee chaired by James
W. Bracke, who is an independent director and chair of the Audit
Committee. In addition to Mr. Bracke, the Board has
appointed Paul F. Lidsky, Geoffrey C. Davis, and Joseph P. Daly,
all of whom are independent directors of Image Sensing Systems, and
Brian VanDerBosch, who is an independent consultant of Image
Sensing Systems, to the Special Committee. The Special
Committee will oversee the review.
“The Company’s Board is committed to maximizing
value for all shareholders and has initiated a strategic review of
the Company’s business and assets, including exploring a potential
sale or merger of the Company, the ongoing execution of its
strategic plan, or continuing as a standalone public company,” said
Mr. Bracke. “We expect this to be a thorough process,
and we will report our findings and conclusions to the full Board
when the review is complete. We will consider all reasonable
options, but we cannot guarantee that any actions will be taken as
a result of this review.” Image Sensing System has retained
Minneapolis‑based investment banking firm, Craig‑Hallum Capital
Group LLC, to advise it in this process.
“Image Sensing Systems continues to execute on its
long‑term strategy. We believe Image Sensing Systems will
continue to perform well and generate positive cash flow.
Although we cannot guarantee that this process will culminate in
any transaction or other action, we believe that now is the right
time to review a full range of options in an effort to maximize
value for all shareholders,” Mr. Bracke continued.
The Company has not set a formal timetable for the
review process, and it has not made any decisions related to
strategic alternatives at this time. In addition, no
assurances can be given regarding the outcome or timing of the
review process. Image Sensing Systems does not intend to make
any further public comment regarding the review until it has been
completed or it determines that further disclosure is required or
beneficial.
About Image Sensing Systems
Image Sensing Systems, Inc. is a global company
dedicated to helping improve safety and efficiency for cities and
highways by developing and delivering above-ground detection
technology, applications and solutions. We give Intelligent
Transportation Systems (ITS) professionals more precise and
accurate information – including real-time reaction capabilities
and in-depth analytics – to make more confident and proactive
decisions. We are headquartered in St. Paul, Minnesota. Visit us on
the web at imagesensing.com.
Safe Harbor Statement:
Statements made in this release concerning the Company’s or
management’s intentions, expectations, or predictions about future
results or events are “forward‑looking statements” within the
meaning of the Private Securities Litigation Reform Act of
1995. Such statements reflect management’s current
expectations or beliefs, and are subject to risks and uncertainties
that could cause actual results or events to vary from stated
expectations, which variations could be material and adverse.
Factors that could produce such a variation include, but are not
limited to, the following: the inherent unreliability of earnings,
revenue and cash flow predictions due to numerous factors, many of
which are beyond the Company’s control; developments in the demand
for the Company’s products and services; relationships with the
Company’s major customers and suppliers; the mix of and margins on
the products we sell; unanticipated delays, costs and expenses
inherent in the development and marketing of new products and
services; adverse weather conditions in our markets; the impact of
governmental laws and regulations; international presence;
tariffs and other trade barriers; our success in integrating
any acquisitions; and competitive factors. Our
forward‑looking statements speak only as of the time made, and we
assume no obligation to publicly update any such statements.
Additional information concerning these and other factors that
could cause actual results and events to differ materially from the
Company’s current expectations are contained in the Company’s
reports and other documents filed with the Securities and Exchange
Commission, including its Annual Report on Form 10‑K for the year
ended December 31, 2018 filed on March 14, 2019.
Contact: |
Frank
Hallowell, Chief Financial Officer |
|
Image Sensing Systems, Inc.
Phone: 651.603.7744 |
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